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[8-K] CURIS INC Reports Material Event

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Curis, Inc. held a special stockholder meeting on June 25, 2026, where investors approved a reverse stock split authorization. Stockholders adopted amendments to the Restated Certificate of Incorporation allowing the Board to implement a reverse split of the common stock at a ratio between 1-for-5 and 1-for-25, with discretion to choose the exact ratio or abandon the change.

The reverse split proposal received 26,898,163 votes for, 751,966 against, and 123,820 abstentions. A separate proposal to adjourn the meeting, if needed to secure additional votes, also passed but was not used.

Positive

  • None.

Negative

  • None.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Meeting date June 25, 2026 Date of special stockholder meeting approving reverse split authorization
Reverse split ratio range 1-for-5 to 1-for-25 Authorized range for potential reverse stock split of common stock
Votes for Proposal 1 26,898,163 votes for Support for reverse stock split charter amendments
Votes against Proposal 1 751,966 votes against Opposition to reverse stock split charter amendments
Abstentions Proposal 1 123,820 abstain Abstaining votes on reverse stock split proposal
Votes for Proposal 2 26,935,929 votes for Support for potential adjournment to solicit more proxies
Votes against Proposal 2 602,625 votes against Opposition to adjournment authorization
Abstentions Proposal 2 235,395 abstain Abstaining votes on adjournment proposal
reverse stock split financial
"to effect a reverse stock split of the Company’s issued shares of common stock"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
Restated Certificate of Incorporation regulatory
"adopt and approve amendments to the Company’s Restated Certificate of Incorporation, as amended"
A restated certificate of incorporation is an updated, single-document version of a company’s founding rules that folds together the original charter and all later changes into one clear set of terms — like replacing a patchwork manual with a clean, revised edition. Investors care because it clarifies ownership details, voting rights, share classes and other legal rules that affect control, dividends and how value is created or diluted, so it can change the risks and benefits of owning the stock.
Broker Non-Votes financial
"For | Against | Abstain | Broker Non-Votes 26,898,163 | 751,966 | 123,820 | —"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
special meeting of stockholders regulatory
"held a special meeting of stockholders (the “Special Meeting”)"
A special meeting of stockholders is an unscheduled gathering called to let shareholders vote on specific, often urgent company decisions—like mergers, major asset sales, changes to the board, or amendments to governing rules. Think of it as an emergency town hall where owners cast ballots in person or by mail/online; outcomes can materially change a company’s strategy, control or value, so investors pay close attention and may need to vote or adjust holdings accordingly.
adjourn the Special Meeting regulatory
"The proposal to adjourn the Special Meeting, if necessary, to solicit additional proxies"
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Understanding 8-K Material Events →
0001108205false00011082052026-06-252026-06-25

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 

_____________________
FORM 8-K
_____________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event Reported): June 25, 2026
Curis, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware000-3034704-3505116
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification Number)
128 Spring Street, Building C - Suite 500, Lexington MA 02421
(Address of Principal Executive Offices) (Zip Code)
(617) 503-6500
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 ☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 ☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:        
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, Par Value $0.01 per shareCRIS
Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

    Emerging growth company  ☐


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 25, 2026, Curis, Inc. (the “Company”) held a special meeting of stockholders (the “Special Meeting”) at which the Company’s stockholders voted on two proposals, each of which is described in the Company’s definitive Proxy Statement for the Special Meeting filed with the Securities and Exchange Commission on June 5, 2026. The voting results are set forth below.
1.The proposal to adopt and approve amendments to the Company’s Restated Certificate of Incorporation, as amended, to effect a reverse stock split of the Company’s issued shares of common stock, by a ratio ranging from any whole number between 1-for-5 and 1-for-25, as determined by the Company’s Board of Directors (the “Board”) in its discretion, subject to the Board’s authority to abandon such amendments (“Proposal 1”) was adopted and approved:
ForAgainstAbstainBroker Non-Votes
26,898,163751,966123,820—

2.The proposal to adjourn the Special Meeting, if necessary, to solicit additional proxies in the event there are insufficient votes to approve Proposal 1 was approved:
ForAgainstAbstainBroker Non-Votes
26,935,929602,625235,395—

Although Proposal 2 was approved, an adjournment of the Special Meeting was not necessary because the Company’s stockholders approved Proposal 1.


SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 Curis, Inc.
   
  
Date:June 25, 2026By: /s/ Diantha Duvall
  Diantha Duvall
  Chief Financial Officer
  

Source: View Original Filing on SEC EDGAR

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